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HomeMy WebLinkAbout2013-087A o S/o7 /J3 Ia • A • I • ao r 3• v 87A JOBS GRANT AGREEMENT BETWEEN INDIAN RIVER COUNTY AND NEXT LEVEL SECURITY SYSTEMS, Inc. THIS INDIAN RIVER COUNTY JOBS GRANT AGREEMENT ("Agreement") is made as of the 7h day of May, 2013 (the "Effective Date") by and between Indian River County, a political subdivision of the State of Florida, by and through its Board of Commissioners, hereinafter referred to as COUNTY, and Next Level Security Systems, Inc . , a company authorized to do business in the State of Florida, hereinafter referred to as COMPANY . BACKGROUND RECITALS . WHEREAS, it is the policy of COUNTY to stimulate economic growth in Indian River County by either attracting new businesses to Indian River County or by encouraging the expansion of existing businesses within Indian River County; and WHEREAS, the creation of new employment opportunities for residents of Indian River County and the increased tax revenues resulting from such business expansions or relocations within Indian River County is beneficial to the local economy; and WHEREAS, COUNTY has determined that offering a Jobs Grant Program encourages businesses to expand within or new businesses to locate in Indian River County and thereby creates new employment opportunities for the residents of Indian River County; and WHEREAS, Indian River County, through its Board of County Commissioners, has created a local Jobs Grant Program ; and WHEREAS, COMPANY ' s corporate headquarters is currently located in California; and WHEREAS, COMPANY, in accordance with the county ' s Jobs Grant Program criteria, will move its corporate headquarters to Indian River County and will create 10 new full time jobs which pay at least 75 % of Indian River County' s average annual wage level ; and WHEREAS, COMPANY has been determined to be eligible to receive a Jobs Grant; and WHEREAS, COMPANY acknowledges that this Agreement shall be based upon compliance with County ' s jobs grant program requirements ; and, WHEREAS, COUNTY fmds and declares that it is in the public interest to award a Jobs Grant to COMPANY pursuant to the terms of this Agreement. NOW, THEREFORE, in consideration of the premises and mutual covenants hereinafter contained, the parties do agree as follows: I 1 . Definitions . As used in this Agreement, the following terms shall mean: a. "Adjacent County" means Brevard, Osceola, St. Lucie, Okeechobee, and Martin Counties . b. "Annual Wage" - includes salary, bonuses, and commissions . C . "Default" - failure to comply with the terms of this Agreement. d. " Expanding Business" — shall be defined as a business expanding its operation over and above its base employment amount at the time of jobs grant approval by 5 or more new jobs to employ 5 or more new full-time employees in the County within the term of the Grant. e . "Full-time Equivalent Job" on shall be defined as a position that is scheduled for at least 35 hours per week. f. "Indian River County Average Annual Wage" — shall be defined as the average annual wage per job in Indian River County as determined by Florida Agency for Workforce Innovation, Labor Market Statistics Center, Quarterly Census of Employment and Wages Program, in cooperation with the U. S . Department of Labor, Bureau of Labor Statistics . Currently, the County' s average annual wage is $34, 119 (effective January 1St 2013 for the state QTI Tax Refund Program) . This dollar value shall be used for the duration of this agreement for determining local jobs grant incentives . g. "New Business " — shall be defined as a business establishing 5 or more new jobs to employ 5 or more new full-time employees in the County within the term of the Grant (as such term is hereinafter defined), provided that such business first begins operations on a site in the County clearly separate from any other operation owned by the same business . h. "Quarterly Unemployment Compensation Report (UCT-6 form) " — Form from the Florida Department of Revenue that businesses in the state of Florida must complete and submit to the state on a quarterly basis . Information collected on the form includes the names of employees, their social security numbers, and the gross wages paid to each employee on a quarterly basis . The information is used for unemployment compensation should employees cease to be employed. For purposes of this jobs grant agreement, this definition shall also include other similar county approved certified forms from COMPANY or COMPANY ' s professional employer organization. -2- i i . "Relocation of a business" — a business relocating to Indian River County and employ 5 or more full-time employees in the County. 2 . Term; Termination. This Agreement shall be effective as of date of this agreement stated on page 1 and shall automatically terminate after COUNTY has made the last payment to COMPANY, unless terminated earlier by COUNTY because of a default by COMPANY . 3 . Grant Eligibility; Payment Schedule . a. COMPANY will be eligible for total Jobs Grant Funding (hereinafter a "Grant" ) in an amount of up to $70,000. Said Grant shall be payable in the following Phases specifically set forth herein. COMPANY acknowledges and agrees that the initial Grant under this Agreement is payable on a reimbursement basis . For this grant, there are 2 separate Phases, and the number of jobs estimated to be provided by phase is listed below. Jobs grant payments are dependent upon the number of employees exceeding the company' s employment level at the time that this agreement is approved by the Indian River County Board of County Commissioners. (i) For Phase I, 5 new qualifying jobs meeting the wage level commitment in Section 5 of this Agreement will be provided by 12/31 / 13 . For each of the three successive annual periods that those jobs are maintained at the required wage level, COMPANY shall receive 1 /3 of the Grant amount for those 5 jobs. (ii) For Phase II, 5 new qualifying jobs meeting the wage level commitment in Section 5 of this agreement will be provided by 12/31 / 14. For each of the three successive annual periods that those jobs are maintained at the required wage level, COMPANY shall receive 1 /3 of the Grant amount for those 5 jobs. (iii) It is understood that the quantity and types of jobs proposed by phase, their annual wages, and dates of hire are estimates . Because of that, the quantity and types of jobs provided in each phase may shift between phases, and phase commencement dates maybe extended. Proposed jobs will remain eligible for local jobs grant incentives provided : a. The minimum number of qualifying jobs that must be provided in Phase I is 5 . b. The maximum number of jobs eligible for local jobs grant funds for Phases I and II is 10 . c . The maximum extension for a phase commencement date shall be one year. 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Payment of Grant funds shall be made within forty-five (45 ) days after the date COMPANY submits the latest State Quarterly Unemployment Compensation Report comprising the Annual Job Status Report, and this payment obligation shall survive the termination of this Agreement. Notwithstanding the foregoing, should the date for filing the last quarterly unemployment compensation report, as described above, not coincide with the date that an eligibility determination is made, COMPANY shall have the right to file a report, in a form substantially similar to a quarterly unemployment compensation report, and such report shall constitute the Annual Job Status Report, the filing of which shall begin the running of the forty-five (45)-day period within which payment shall be made . If COMPANY applies for a Qualified Target Industry (QTI) Tax Refund Grant from the State of Florida and if COMPANY has that QTI Tax Refund Grant approved by the State, County will reduce the local jobs grant amount paid directly to COMPANY for each eligibility determination period in an amount sufficient to cover COUNTY ' S QTI Tax Refund contribution obligation to the state for COMPANY ' s QTI Tax Refund agreement. COUNTY will submit the payment obligation to the state for placement in the Florida Economic Development Trust Fund. 4. Job Creation Commitment. COMPANY estimates that it will provide 10 new eligible jobs within the county as set forth in Exhibit ` B", which is attached hereto and made a part hereof. The exact number of jobs actually supplied and their salaries, however, may vary. Local jobs grant funds will be awarded up to a maximum of $70,000. The jobs grant award will be based on the following : r \terIn I r \ 75 % to 99 . 99% of Indian River County $3 ,000 Average Annual Wage 100% to 149. 99% of Indian River County $59000 Average Annual Wage 150% of Indian River County Average $79000 Annual Wage (or greater) -5 - i k 5 . Wage Level Commitment. COMPANY estimates that it will pay 10 employees an annual wage of not less than $ 51 , 178 . 50 . The annual wage of the positions will be determined without taking into account the value of any benefits. COMPANY shall, in accordance with the provisions of paragraph 6 herein below, provide written verification of such wages satisfactory to COUNTY. COMPANY ' S failure to maintain its wage level commitment for any one year will result in the reduction of the Grant amount for that year(s) . 6. Annual Job Status . COMPANY must provide COUNTY with State Quarterly Unemployment Compensation Reports (Form UCT-6) of its business operations within Indian River County on State form UCT-6, as amended, a sample of which is attached hereto and made a part hereof as Exhibit "C". COMPANY must also provide COUNTY with quarterly updates to its employee census for employees working at its Vero Beach location(s) . The cumulative Quarterly State Unemployment Compensation Reports required to be filed for the annual period, correlated with each eligibility determination, and the corresponding quarterly employee census shall collectively comprise the Annual Job Status Report. Starting with calendar quarter 4 in 2013 , quarterly reports must be submitted for grant eligibility determination. Those quarterly reports must be submitted until the termination of this agreement. 7 . Default; Termination. In the event that COMPANY defaults in the performance of its guarantees and commitments as provided for in this Agreement, COUNTY may, at its option, terminate this Agreement. 8 . Indemnification. COMPANY shall indemnify and save harmless and defend COUNTY, its agents, servants, and employees from and against any and all claims, liabilities, losses, and/or causes of action which may arise from any negligent act or omission of COMPANY, its agents, servants, or employees in the performance of services under this Agreement. 9. Forum; Venue. This Agreement shall be governed by the laws of the State of Florida. Any and all legal action necessary to enforce the Agreement will be held in Indian River County or the Federal District Court for the Southern District of Florida. No remedy herein conferred upon any parry is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing by law or in equity or by statute or otherwise . No single or partial exercise by any party of any right, power, or remedy hereunder shall preclude any other or further exercise thereof. Parties hereby waive their right for a jury trial . 10 . Lobbyist Certification. COMPANY warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for -6- COMPANY, to solicit or secure this Agreement and that it has not paid or agreed to pay any person, company, corporation, individual, or firm, other than a bona fide employee working solely for COMPANY, any fee, commission, percentage, gift, or any other consideration contingent upon or resulting from the award or making of this Agreement. 11 . No Discrimination Certification. COMPANY warrants and represents that all of its employees are treated equally during employment without regard to race, color, religion, disability, sex, age, national origin, ancestry, marital status, or sexual orientation. 12 . Attorneys Fees. If any legal action or other proceeding is brought for the enforcement of this Agreement, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions of this Agreement, each parry shall bear its own costs . 13 . Enforceability. If any term or provision of this Agreement, or the application thereof to any person or circumstances, shall to any extent be held invalid or unenforceable, the remainder of this Agreement, or the application of such terms or provision, to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and every other term and provision of this Agreement shall be deemed valid and enforceable to the extent permitted by law . The Company ' s failure to maintain its job creation commitment or annual wage level commitment for any one year will result in the decrease of the Grant amount it was scheduled to receive for that year; however, such decrease will not preclude the Company ' s receipt of scheduled Grant amounts for those subsequent years in which it is able to maintain its job creation and wage level commitment. 14. Assignment. COMPANY shall not, directly or indirectly, assign or transfer any of its rights or obligations under this Agreement, or any interest therein (the foregoing herein collectively "Transfer") , without the express prior written consent of COUNTY. COUNTY shall not unreasonably withhold its consent to any Transfer. Any such attempted Transfer without the express prior written COUNTY consent shall be null and void and may, at the option of COUNTY, be deemed an event of default under this Agreement. COMPANY acknowledges and agrees that COUNTY has the right, in granting or withholding consent to any Transfer, to consider, among other things, the financial responsibility and business reputation of the proposed assignee or transferee (the foregoing herein collectively "Transferee") ; and any other items that the Indian River County Board of County Commissioners, in its sole discretion, deems appropriate. If COMPANY seeks COUNTY' s consent for a Transfer, COMPANY shall submit to COUNTY a written request therefore, accompanied by the following documentation: (i) the name, address, and telephone number of the proposed Transferee; (ii) a -7- description of the business and jobs, including wages, to be created in Indian River County; and (iii) a financial statement or other reasonably detailed financial information concerning the proposed Transferee . COMPANY acknowledges and agrees that: (a) the County Administrator or his designee, or the Indian River County Board of County Commissioners, has the right to request any additional information deemed necessary to make the decision relating to consent to the Transfer; and (b) any such request for a Transfer is expressly subject to the approval of the Transfer by the Board of County Commissioners at a formal meeting thereof, and such Transfer shall become effective only when signed by the Transferee and approved by the Board, which consent shall not be unreasonably withheld. The foregoing covenant shall be binding on the permitted successors or assigns of COMPANY . The prohibition on Transfers shall not prohibit a change in the form in which COMPANY conducts business . COMPANY will be released from further liability under this Agreement in the event of an approved Transfer; provided that the County ' s consent to any Transfer will not otherwise relieve COMPANY from any pre-existing obligation to COUNTY under this Agreement. 15 . Conflict of Interest. COMPANY represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder, as provided for in Florida Statutes 112 . 311 . COMPANY further represents that no person having any interest shall be employed for said performance. 16 . Notices . All notices required in this Agreement shall be sent by certified mail, return receipt requested and if sent to COUNTY shall be mailed to : Robert M. Keating, AICP Community Development Director Indian River County 1801 27th Street Vero Beach, Florida 32960 and if sent to COMPANY shall be mailed to (or current, official address) : James J .Mihlik, Vice President, Finance 6353 Corte Del Abeto, Suite 102 Carlsbad, CA, 92011 17 . Entire Agreement. COUNTY and COMPANY agree that this Agreement sets forth the entire Agreement between the parties, and that there are no promises or understandings other than those stated herein. None of the provisions, terms and conditions contained in this Agreement may be added to, modified, superseded or otherwise altered, except by written instrument executed by the parties hereto. -8 - 18 . No Pledge of Credit. COMPANY shall not pledge COUNTY'S credit or make it a guarantor of payment or surety for any contract, debt, obligation, judgment, lien, or any form of indebtedness. 19. Public Records. COMPANY shall comply with the provisions of Chapter 119, Florida Statutes (Public Records Law) in connection with this Agreement. 20 . Counterparts . This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy and all of which shall constitute but one and the same instrument. 21 . General . The Background Recitals are true and correct and form a material part of this Agreement. ( See Next Page for Signatures) -9- IN WITNESS WHEREOF, the Board of County Commissioners of Indian River County, Florida has made and executed this Agreement on behalf of the COUNTY and the COMPANY has hereunto set its hand the day and year above written. pppYXpY UY .••%MISS/p y° •yG.a 11 BOARD OF COUNTY COMMISSIONERS of?• * °: OF INDIAN RIVER COUNTY fa coke a BY : •o�,r a saw f ••N�a J f h E . lescher Chairman ••04 O� o° a +O va '9NRlVER C v •`' BCC . A roved • 05-07-13 "°f•XXXfXXX• p`+ Ai i ; ST BY : Jeffrey R. Smith, Clerk of Court and Comptroller By: CYC QAA4o- Deputy Clerk APPROVED : 4 1 (� 14 oseph . Baird, County Administrator &APOD TO LEGAL SUFFICIENCY 7 . � Alan Polael Mch, M�unty Attorney CO NY : BY : Title • C l e l( s . 6 o/� Typed Name WIT ESS : +,, 1 Title : [w .(GAns istan IF Signature 40M EXHIBIT " A" TO THE JOBS GRANT AGREEMENT BETWEEN INDIAN RIVER COUNTY & NEXT LEVEL SECURITY SYSTEMS, Inc. Company Identification and Information . Application received date : April 1 , 2013 . COMPANY description : Next Level Security Systems, Inc . is physical security company focused on developing a new breed of network security solutions. Next Level ' s products combine the performance, sophistication and functionality of enterprise-class security systems into a compact, unified and affordable solution. COMPANY 'S current mailing address : 6353 Corte Del Abeto, Suite 102 Carlsbad, CA, 92011 - 11 - - -1 EXHIBIT " B " TO THE JOBS GRANT AGREEMENT BETWEEN INDIAN RIVER COUNTY & NEXT LEVEL SECURITY SYSTEM, Inc. I. Target Industry Categories eligible for application : To qualify for the County' s Local Job Grant Program, a company must be one of the county ' s targeted industries . Under the County' s target industry list, Company qualifies for the jobs grant program under the "Electrical Apparatus and Equipment, Wiring Supplies, and Related Equipment Merchant Wholesalers category (NAICS 423610) and Software Publishers (NAICS 511210) . II. Employment Commitment: The COMPANY is receiving this grant based upon its representation that it will bring the following employment opportunities to Indian River County: 1 ) _ # of new, full-time employees whose annual wages are between 75 % and 99 . 9% of Indian River County's average annual wage. 2)` # of new, full-time employees whose annual wages are between 100% and 149 .99% of Indian River County' s average annual wage 3 ) 10 # of new, full-time employees whose annual wages are 150% or greater of Indian River County ' s average annual wage III. Grant Amount tI . 01 'lee 75%0 of county average wage 100% of county average wage 150% of county average wage 10 $7,000 $70,000 Sub-Total Grant Amount $709000 *The actual amount of the grant will depend upon the actual number of jobs provided and the salary paid for those jobs. In no case shall the total amount of the grant exceed $70,000. FXommunity Development\Users\EDplannr\Incentives & Funding\Jobs Grant Program\Next Level Security Systems, INC\Jobs Grant Agreement -For Signature.doc 42- i Exhibit " C " TO THE JOBS GRANT AGREEMENT BETWEEN INDIAN RIVER COUNTY & NEXT LEVEL SECURITY SYSTEMS ., INC . Uaebiaokink. 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